CI Master Limited Partnership proceeding with dissolution
TORONTO, April 8, 2014 /CNW/ - CI Master Limited Partnership ("the Partnership") (TSX: CIP.UN) has issued an update on the dissolution of the Partnership.
The general partner, CI GP Limited ("CIGP"), reached an agreement today to sell the Partnership's distribution agreements, which constitute all of its material assets, to CIGP's parent company, CI Investments Inc., for $189,000 on or about April 29, 2014.
The transaction was approved by the Independent Review Committee for the Partnership, which met in response to the potential for a conflict of interest between CIGP and CI Investments with respect to the valuation of the distribution agreements. The committee determined that the price of $189,000, which was recommended, was fair and reasonable. In addition, the sale was unanimously approved by the board of directors of CIGP present at a board meeting held for this purpose. Four of the five directors present were independent.
In this transaction, the Partnership is relying on sections of Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions that provide exemptions from requirements for formal valuation and minority approval due to financial hardship.
The sale of the distribution agreements is a key step in the dissolution of the Partnership and will allow for a special distribution to unitholders following the settlement of the Partnership's liabilities. The distribution is estimated at $0.021 per unit and will be paid to unitholders of record on April 30, 2014. CIGP also intends to request that the Partnership units be delisted from the Toronto Stock Exchange on or about April 25, 2014.
As previously announced, CIGP was obligated to dissolve the Partnership once it was determined that it had no reasonable prospect of earning a profit over time. The pro forma income statement prepared by the Partnership for 2014 indicated that expenses will exceed revenues for the year, primarily due to the termination of certain distribution agreements at the end of 2013 representing approximately 40% of the assets on which the Partnership was earning fees. Additional details about the transaction are available on www.sedar.com.
SOURCE CI Investments Inc.For further information:
Douglas J. Jamieson
Senior Vice-President and Chief Financial Officer
CI GP Limited